FirstGroup plc Finalizes Five-Day Share Buyback Acquiring Nearly 3 Million Shares

Execution of Buyback Over Five Trading Days in July 2026

FirstGroup conducted the buyback over five consecutive trading days starting 13 July and ending 17 July 2026. On 13 July, 661,693 shares were purchased at a weighted average price of 182.2794 pence, the highest daily average during the programme. Prices on that day ranged from 178.7000 pence to 183.5000 pence.

Subsequent purchases included 682,835 shares on 14 July at 180.3904 pence average price (range: 178.8000 to 183.0000 pence), 682,972 shares on 15 July at 179.4878 pence (176.2000 to 180.7000 pence), 581,084 shares on 16 July at 179.8001 pence (177.8000 to 180.7000 pence), and 381,274 shares on 17 July at the lowest weighted average price of 177.0617 pence (175.6000 to 178.9000 pence).

FirstGroup’s Transport Operations and Capital Allocation Strategy

Operating extensive bus, coach, and train services across the UK and North America, FirstGroup is a diversified transport services provider. The June 2026 announced share buyback forms part of its capital allocation and shareholder return strategy, utilizing available cash to repurchase shares at prices deemed attractive relative to the company’s intrinsic value.

Share repurchase programmes offer flexibility in capital deployment, enabling cash returns to shareholders while preserving options for future strategic decisions. FirstGroup intends initially to hold the repurchased shares as treasury shares rather than canceling them immediately, maintaining flexibility to use these shares for employee schemes, acquisitions, or eventual cancellation. Treasury shares are excluded from voting rights calculations under Financial Conduct Authority rules.

Treasury Shares and Voting Rights Post Buyback Completion

Following the buyback, FirstGroup holds 18,943,361 ordinary shares in treasury, representing cumulative repurchases from various programmes. The total number of ordinary shares in issue excluding treasury shares stands at 551,751,654 as of 17 July 2026.

This figure also represents the total voting rights available, as treasury shares carry no voting rights. Shareholders are advised to use this number as the denominator for calculating disclosure obligations under FCA Disclosure and Transparency Rules, which require notifications when voting rights cross specified thresholds such as 3%, 5%, 10%, and increments above 10%. Excluding treasury shares ensures accurate disclosure calculations.

Daily Pricing Trends and Market Conditions During Buyback

The highest weighted average price during the buyback was on 13 July at 182.2794 pence, indicating strong market activity or sentiment. Prices declined gradually over the following days, reaching the lowest weighted average of 177.0617 pence on 17 July. Daily intra-day price ranges varied, with the widest range on 13 July (178.7000 to 183.5000 pence) and the narrowest on 17 July (175.6000 to 178.9000 pence), reflecting typical market dynamics around buyback announcements and execution.

Intermediary Role and Regulatory Compliance

RBC Europe Limited (intermediary code ROYCGB22) was appointed to execute the buyback on FirstGroup’s behalf, ensuring arm’s length transactions and compliance with market conduct rules. The programme adheres to Article 5(1)(b) of Regulation (EU) No 596/2014 (Market Abuse Regulation), with detailed transaction data and intermediary identification disclosed for transparency.

Strategic Flexibility of Treasury Shares and Future Capital Deployment

FirstGroup’s statement that it "initially intends to hold the purchased shares as treasury shares but may cancel them in due course" highlights the strategic flexibility treasury shares provide. Holding shares in treasury allows the company to respond to future business needs, such as employee share schemes, acquisitions requiring equity, or share capital reduction through cancellation, without immediate irreversible action.

This approach balances shareholder returns with maintaining optionality for evolving corporate strategies, a common practice among listed companies conducting buybacks.

Share Capital Structure and Disclosure Thresholds for Investors

As of 17 July 2026, FirstGroup’s issued share capital excluding treasury shares totals 551,751,654 ordinary shares of 5 pence each. This reflects the reduction from the pre-buyback position by the 2,990,258 shares acquired during the programme. The 5 pence nominal value remains consistent as the formal par value.

Investors should use the voting rights figure of 551,751,654 as the denominator for FCA Disclosure and Transparency Rules notifications. Treasury shares are excluded from this denominator as they carry no voting rights, ensuring accurate threshold calculations for mandatory disclosure when voting rights cross specified percentages.

Investor Relations Contacts and Transparency Commitment

For further information, shareholders may contact Marianna Bowes, Head of Investor Relations, or David Blizzard, Company Secretary, via [email protected] or by phone at +44 (0) 20 7725 3354. This reflects FirstGroup’s commitment to transparent communication regarding corporate actions.

The announcement includes full regulatory details such as the Legal Entity Identifier (LEI) 549300DEJZCPWA4HKM93, ISIN GB0003452173, and classification as transaction type 2.4 (Acquisition or disposal of issuer's own shares). A detailed breakdown of individual trades executed by RBC Europe Limited accompanies the announcement, providing granular transparency on execution prices and volumes.